First Year Payment definition

First Year Payment means the amount(s) specified in the chart included in the definition of 2011 EBITDA Thresholds and 2012 EBITDA Thresholds above.
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First Year Payment. The second payment shall be for and measured against the performance of the PRA Business during the Program Year 2016-2017, and it shall be known as the “Second Year Payment”. The third payment shall be for and measured against the performance of the PRA Business during the Program Year 2017-2018, and it shall be known as the “Third Year Payment”. The fourth payment shall be for and measured against the performance of the PRA Business during the Program Year 2018-2019, and it shall be known as the “Fourth Year Payment”. The fifth payment shall be for and measured against the performance of the PRA Business during the Program Year 2019-2020, and it shall be known as the “Fifth Year Payment” (collectively, the First Year Payment, the Second Year Payment, Third Year Payment, the Fourth Year Payment and the Fifth Year Payment shall comprise the “Installment Payment Consideration”). Each payment is intended to be separate from and independent of the other payment. Thus, the Seller need not receive the First Year Payment in order to be eligible to receive the Second Year Payment, Third Year Payment, Fourth Year Payment or Fifth Year Payment. The amount of each payment shall be determined in accordance with Section 1.5 hereof, and no payment shall be made unless the associated conditions to payment are satisfied in accordance with Sections 1.3 hereof.
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First Year Payment means the excess, if any, of (i) the Holdback Amount minus the sum of (a) the aggregate XxXX Payments and (b) the Aggregate Clawback Reduction as of the first anniversary of the Closing over (ii) the product of (a) the excess, if any, of (1) the (A) Base Third Party Revenue plus (B) the Base Non-Transferred XxXX Revenue attributable to contracts that are Non-Transferred XxXX Contracts as of the first anniversary of the Closing, over (2) the First Year Revenue, and (b) the Revenue Multiple.
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Examples of First Year Payment in a sentence

  • Robert and Kurt Wood shall receive, to be shared in equal portions, the xxxxx $150,000 xxxx each of the First Year Payment and the Second Year Payment.

  • The First Year Payment shall be made, if at all, within sixty (60) days of the First Anniversary, unless the Contingent Event is one described in (c)(ii) or (iii) below, in which case the First Year Payment shall be due and payable immediately upon the occurrence of such Contingent Event.

  • On or about the First Year Payment Date, Buyer shall deposit, or shall cause to be deposited, with the Exchange Agent, for the benefit of the former holders of Certificates, cash in an amount sufficient to pay the aggregate amount of cash payable pursuant to Section 1.5(a)(iv) (such cash, together with any dividends or distributions with respect thereto, being hereinafter referred to as the "First Year Exchange Fund") to be paid pursuant to Section 2.2(a).

  • Any fees to be paid by the former shareholders of the Company pursuant to the immediately preceding sentence shall be paid by reduction of the First Year Payment Amount or the Second Year Payment Amount, as applicable, or if that is insufficient to cover such fees, by the Shareholder Representative.

  • The Company hereby promises to pay, or to cause Employer (as hereinafter defined) to pay Executive the First Year Payment, subject to Executive’s continued Services through 31 December 2017, within fifteen (15) days following 31 December 2017 and the Second Year Payment, subject to Executive’s continued Services through 31 December 2018, within fifteen (15) days following 31 December 2018.

  • After the First Year Payment Date, each individual or entity which theretofore has surrendered a Certificate for exchange and cancellation to the Exchange Agent, together with such letter of transmittal, duly executed, shall be entitled to receive the portion of the Merger Consideration, if any, to which such individual or entity shall have become entitled pursuant to the provisions of Section 1.5(a)(iv).

  • If, for whatever reason, TEAM elects to pay any amount of the Health Liabilities, TEAM will have the right to offset such payments against either the First Year Payment or Second Year Payment.

  • The balance of the Purchase Price will be paid in two installments: the first, to be paid within 14 months of Closing, will be an amount which when added to the Down Payment equals 57 1/2% of the first 12 month's actual Gross Profit ("First Year Payment"); and the second, to be paid within 26 months of the Closing, will equal 30% of the second 12 month's Gross Profit ("Second Year Payment").

  • The balance of the Purchase Price will be paid in two installments: the first, to be paid within 14 months of Closing, will be an amount which equals 50% of the first 12 month's actual Gross Profit ("First Year Payment"); and the second, to be paid within 26 months of the Closing, will be an amount which when added to the down payment equals 25% of the second 12 month's Gross Profit ("Second Year Payment").


More Definitions of First Year Payment

First Year Payment. The second payment shall be for and measured against the performance of the Energy Steel Business during the Fiscal Year 2012, and it shall be known as the “Second Year Payment” (collectively, the First Year Payment and the Second Year Payment shall comprise the “Earn Out Consideration”). Except as set forth in Section 1.4 below, each payment is intended to be separate from and independent of the other payment. Thus, the Seller need not receive the First Year Payment in order to be eligible to receive the Second Year Payment (and vice versa). The amount of each payment shall be determined in accordance with Section 1.5 hereof, and no payment shall be made unless the associated conditions to payment are satisfied in accordance with Sections 1.3 and 1.4 hereof.
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Related to First Year Payment

  • First Year means the intake group of Students for the most junior class or year in a school.

  • Earnout Payment has the meaning set forth in Section 2.3(b).

  • Earn-Out Payment has the meaning set forth in Section 2.5(a).

  • Earnout Payments has the meaning set forth in Section 2.2(a).

  • Earn-Out Payments has the meaning set forth in Section 2.3(a).

  • Quarterly Payment Date means the last Business Day of each March, June, September and December.

  • Base Year Value means the assessed value of eligible property January 1 preceding the execution of the agreement plus the agreed upon value of eligible property improvements made after January 1 but before the execution of the agreement.

  • Earnout Amount has the meaning set forth in Section 2.5.1b).

  • CVR Payment Amount has the meaning set forth in Section 2.4(a).

  • Payment Amount as defined in Section 3.5.

  • Annual Payment The total amount payable to the Settlement Fund Administrator by the Settling Distributors on the Payment Date each year, as calculated by the Settlement Fund Administrator pursuant to Section IV.B.1.e. For the avoidance of doubt, this term does not include the Additional Restitution Amount or amounts paid pursuant to Section X.

  • Cash Payment has the meaning set forth in Section 2.03(b)(iii) below.

  • Installment Payment has the meaning ascribed to it in Section 2.02(a).

  • Incentive Payment means the payment to a STGU, including an AOBC Generation Unit, for RPS class I Renewable Generation Attributes and/or Environmental Attributes produced by these units, calculated pursuant to Section 7.0 below.

  • Basic Rent Payment Date means the Delivery Date, and the numerically corresponding day in each calendar month thereafter during the Term, and if such day is not a Business Day, then the immediately preceding calendar day which is a Business Day.

  • Earn-Out Amount has the meaning set forth in Section 2.07(a).

  • Excess Cash Payment Date means the date occurring 95 days after the last day of each Fiscal Year of Holdings (commencing with the Fiscal Year of Holdings ended December 31, 2010).

  • Payment Year The calendar year during which the applicable Annual Payment is due pursuant to Section IV.B. Payment Year 1 is 2021, Payment Year 2 is 2022 and so forth. References to payment “for a Payment Year” mean the Annual Payment due during that year. References to eligibility “for a Payment Year” mean eligibility in connection with the Annual Payment due during that year.

  • Bonus Payment means a cash payment in an amount equal to the sum of (i) all Excise Taxes payable by the Executive, plus (ii) all additional Excise Taxes and federal or state income taxes to the extent such taxes are imposed in respect of the Bonus Payment, such that the Executive shall be in the same after-tax position and shall have received the same benefits that he would have received if the Excise Taxes had not been imposed. For purposes of calculating any income taxes attributable to the Bonus Payment, the Executive shall be deemed for all purposes to be paying income taxes at the highest marginal federal income tax rate, taking into account any applicable surtaxes and other generally applicable taxes which have the effect of increasing the marginal federal income tax rate and, if applicable, at the highest marginal state income tax rate, to which the Bonus Payment and the Executive are subject. An example of the calculation of the Bonus Payment is set forth below. Assume that the Excise Tax rate is 20%, the highest federal marginal income tax rate is 40% and the Executive is not subject to state income taxes. Further assume that the Executive has received an excess parachute payment in the amount of $200,000, on which $40,000 ($200,000 x 20%) in Excise Taxes are payable. The amount of the required Bonus Payment is thus computed to be $100,000, i.e., the Bonus Payment of $100,000, less additional Excise Taxes on the Bonus Payment of $20,000 (i.e., 20% x $100,000) and income taxes of $40,000 (i.e., 40% x $100,000), yields $40,000, the amount of the Excise Taxes payable in respect of the original excess parachute payment.

  • Installment Payment Date means the date on which an installment payment of an assessment is payable.

  • Three-Year Period means, with respect to a Restatement, the three completed fiscal years immediately preceding the date that the Board, a committee of the Board, or the officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare such Restatement, or, if earlier, the date on which a court, regulator or other legally authorized body directs the Company to prepare such Restatement. The “Three-Year Period” also includes any transition period (that results from a change in the Company’s fiscal year) within or immediately following the three completed fiscal years identified in the preceding sentence. However, a transition period between the last day of the Company’s previous fiscal year end and the first day of its new fiscal year that comprises a period of nine to 12 months shall be deemed a completed fiscal year.

  • Deferred Sales Charge Payment Dates means the dates specified for deferred sales fee installments under "Investment Summary--Fees and Expenses" in the Prospectus for the Trust.

  • Installment Payments shall have the meaning set forth in Section 5(b)(ii).

  • Lump Sum Payment means, collectively, the lump-sum payments that may be payable to Executive pursuant to the first sentence of Subsection 6(b)(iii) and pursuant to Subsection 6(c)(ii)(B).

  • Delta Payment means as it is described in this Agreement.